PTC Inc. (NASDAQ:PTC) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Approval of Amendment to 2000 Equity Incentive Plan
On March6, 2019, at the 2019 Annual Meeting of Stockholders, PTC stockholders approved an amendment to PTC’s 2000 Equity Incentive Plan (2000 EIP) increasing by 6,000,000 the number of shares available for issuance under the 2000 EIP to 44,300,000. All other terms and conditions of the 2000 EIP remained the same.
The 2000 EIP provides for grants of stock options, stock, restricted stock, restricted stock units and stock appreciation rights to employees (including our executive officers), directors and consultants capable of contributing to the success of PTC. This description of the 2000 EIP is qualified in its entirety by the full text of 2000 EIP, which is filed as Exhibit 10 and incorporated into this description by this reference.
Item 5.07
Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders was held on March6, 2019. Four proposals were before the meeting:
●
Elect nine directors to serve until the 2020 Annual Meeting of Stockholders;
●
Vote to increase the number of shares authorized for issuance under the 2000 Equity Incentive Plan;
●
Advisory vote to approve the compensation of our named executive officers (Say-on-Pay);
●
Advisory vote to confirm the selection of PricewaterhouseCoopers LLP as PTC’s independent registered public accounting firm for the current fiscal year.
The votes with respect to the proposals are set forth below.
|
Elect Nine Directors to Serve until the 2020 Annual Meeting of Stockholders. |
|||
|
For |
Withheld |
Broker Non-Votes |
|
|
Janice Chaffin |
104,680,137 |
2,204,470 |
4,092,418 |
|
Phillip Fernandez |
106,115,487 |
769,120 |
4,092,418 |
|
Donald Grierson |
102,648,028 |
4,236,579 |
4,092,418 |
|
James Heppelmann |
106,633,985 |
250,622 |
4,092,418 |
|
Klaus Hoehn |
106,273,731 |
610,876 |
4,092,418 |
|
Paul Lacy |
104,483,903 |
2,400,704 |
4,092,418 |
|
Corinna Lathan |
106,161,768 |
722,839 |
4,092,418 |
|
Blake Moret |
101,654,291 |
5,230,316 |
4,092,418 |
|
Robert Schechter |
104,835,924 |
2,048,683 |
4,092,418 |
|
Vote to Increase the Number of Shares Authorized for Issuance Under the 2000 Equity Incentive Plan. |
|||
|
For |
Against |
Abstain |
Broker Non-Votes |
|
101,306,638 |
5,520,081 |
57,888 |
4,092,418 |
|
Advisory Vote to Approve the Compensation of Our Named Executive Officers (Say-on-Pay). |
|||
|
For |
Against |
Abstain |
Broker Non-Votes |
|
44,529,270 |
62,291,274 |
64,063 |
4,092,418 |
|
Advisory Vote to Confirm the Selection of PricewaterhouseCoopers LLP as PTC’s Independent Registered Public Accounting Firm for the Current Fiscal Year. |
|||
|
For |
Against |
Abstain |
Broker Non-Votes |
|
106,426,006 |
4,502,241 |
48,778 |
— |
Section 9 – Financial Statements and Exhibits
Item 9.01
Financial Statements and Exhibits
10*
2000 Equity Incentive Plan
*Indicates a management contract or compensatory plan or arrangement in which an executive officer or director of PTC participates.
PTC INC. Exhibit
EX-10 2 exhibit10-2000eipplanamen.htm 2000 EQUITY INCENTIVE PLAN Blueprint PTC INC. 2000 EQUITY INCENTIVE PLAN 1. Purpose. The purpose of the PTC Inc. 2000 Equity Incentive Plan (the “Plan”) is to attract and retain directors and key employees and consultants of the Company and its Affiliates,…
To view the full exhibit click here
About PTC Inc. (NASDAQ:PTC)
PTC Inc. is a global computer software and services company. The Company offers a portfolio of computer-aided design (CAD) modeling, product lifecycle management (PLM) and service lifecycle management (SLM) solutions for manufacturers to create, operate, and service products. It offers a suite of Internet of Things (IoT) solutions that enables its customers to connect, manage and analyze data, and create applications. Its segments include the Solutions Group, the IoT Group and Professional Services. The Solutions Group segment includes its CAD, PLM and SLM products. The IoT Group segment includes its IoT, analytics and augmented reality (AR) solutions. The Professional Services segment includes consulting, implementation and training business. Its IoT products include ThingWorx, KEPServerEX, Vuforia Studio and Vuforia. Its CAD products include Creo and Mathcad. Its PLM products include Windchill, Integrity, Navigate and Creo View. Its SLM products include Servigistics and Arbortext.